CIVITAS SOCIAL HOUSING PLC
Result of Annual General Meeting
The Company announced that at the Annual General Meeting held on 2 August 2018 all resolutions were passed on a show of hands, including the following resolutions:
Resolution 11 (ordinary resolution): To authorise the Directors to allot Ordinary shares pursuant to Section 551 of the Companies Act 2006.
Resolution 12 (special resolution): To authorise the Directors to allot equity securities for cash pursuant to Sections 570 and 573 of the Companies Act 2006 otherwise than in accordance with statutory pre-emption rights.
Resolution 13 (special resolution): To authorise the Directors to make market purchases of the Company’s own Ordinary shares.
Resolution 14 (special resolution): To authorise the Directors to make market purchases of the Company’s own C shares.
Resolution 15 (special resolution): To hold general meetings (other than annual general meetings) on 14 clear days’ notice.
The proxy votes received in relation to the resolutions were as follows:
|Resolutions||Votes For||Votes Against||Votes at Chairman’s Discretion||Votes Withheld|
The Board has noted the substantial votes against Resolution 2, the Directors’ Remuneration Report. The Board is aware that the recommendation to vote against this specific resolution came from PIRC and was due to the increase in the Chairman’s fee. The Board notes that ISS recommended to vote in favour of this resolution.
During the period under review, the non-executive Directors’ fees were increased from £30,000 to £32,000 per annum and the non-executive Chairman’s fee was increased from £35,000 to £50,000 per annum. As part of the discussion to increase the fees, the Board carried out a benchmarking exercise looking at comparative fees of other REIT’s and noted that the previous levels of fees were below the market average. The Board also noted the market capitalisation of the Company, the number of transactions being undertaken and the number of additional Board meetings that were being held as a result. There were 19 meetings held during the year.
A copy of the full text of Resolutions 11 to 15 will be submitted to the National Storage Mechanism and will shortly be available for inspection at www.morningstar.co.uk/uk/NSM
For further information, please contact:
Civitas Housing Advisors Limited
Paul Bridge Tel: +44 (0)20 3058 4844
Andrew Dawber Tel: +44 (0)20 3058 4846
Cenkos Securities PLC
Sapna Shah Tel: +44 (0)20 7397 1922
Tom Scrivens Tel: +44 (0)20 7397 1915
Philip Dennis Tel: +44 (0)7947 868206
David Leslie Tel: +44 (0)7584 070274
Civitas Social Housing PLC is the first Real Estate Investment Trust offering pure play exposure to social housing in England and Wales. The Company is managed by Civitas Housing Advisors Limited. The Company is listed on the premium listing segment of the Official List of the Financial Conduct Authority and was admitted to trading on the main market for listed securities of the London Stock Exchange in November 2016.